Per
unit price or other underlying value of transaction computed pursuant
to
Exchange Act Rule 0-11 (set forth the amount on which the filing
fee is
calculated and state how it was
determined):

(4)

Proposed
maximum aggregate value of transaction:

(5)

Total
fee paid:

¨

Fee
paid previously with preliminary
materials.

¨

Check
box if any part of the fee is offset as provided by Exchange
Act Rule
0-11(a)(2) and identify the filing for which the offsetting
fee was paid
previously. Identify the previous filing by registration statement
number,
or the Form or Schedule and the date of its
filing.

(1)

Amount
Previously Paid:

(2)

Form,
Schedule or Registration Statement No.:

(3)

Filing
Party:

(4)

Date
Filed:

ANS
Investments LLC, a Delaware limited liability company (the “Stockholder”), is
the beneficial holder of 304,780 shares of the common stock, par value $.01
per
share (the “Common Stock” or “Magellan Common Stock”), of Magellan Petroleum
Corporation, a Delaware corporation (the “Company”). The Stockholder is filing
materials contained in this Schedule 14A with the Securities and Exchange
Commission (“SEC”) in connection with the solicitation of proxies for the
election of one (1) nominee as a director and the approval of two other
stockholder proposals, as further detailed below, at the 2008 annual meeting
of
stockholders or any other meeting of stockholders held in lieu thereof, and
any
adjournments, postponements, reschedulings or continuations thereof (the “2008
Annual Meeting”) of the Company. The Stockholder has not yet filed a
proxy statement with the SEC with regard to the 2008 Annual
Meeting.

Notification
Letter

On
September 11, 2008, the Stockholder delivered a notice (the “Notification
Letter”) to the Company of its intent to nominate for election to the Company’s
Board of Directors, Jonah M. Meer (the "Nominee"), to propose one non-binding
stockholder proposal, and to repeal any amendments to the Amended and Restated
Bylaws of the Company (the “Bylaws”) adopted by the Company’s Board of Directors
since April 18, 2007, in each case as described in the Notification Letter,
at
the 2008 Annual Meeting and, accordingly, of its intention to solicit proxies
from the Company’s stockholders in connection therewith. A copy of the
Notification Letter is attached hereto as Exhibit 1 and incorporated by
reference herein. Any description contained herein of the Notification Letter
is
qualified in its entirety by reference to the complete text of the Notification
Letter attached hereto.

Press
Release

On
September 11, 2008, the Stockholder issued a press release (the “Press Release”)
publicly disclosing that the Notification Letter had been sent to the Company.
A
copy of the Press Release is attached hereto as Exhibit 2 and incorporated
by
reference herein. Any description contained herein of the Press Release is
qualified in its entirety by reference to the complete text of the Press Release
attached hereto.

Demand
to Inspect Stockholder Records

On
September 11, 2008, the Stockholder made its demand to inspect stockholder
records of the Company pursuant to Sections 220 of the Delaware General
Corporation Law (the “Demand Letter”). A copy of the Demand Letter is attached
hereto as Exhibit 3 and incorporated by reference herein, and any description
herein of the demand letter is qualified in its entirety by reference to the
complete text of such letter.

Rule
14a-7 Request Letter

On
September 11, 2008, the Stockholder submitted a request letter (the “Rule 14a-7
Request”) to the Company pursuant to Rule 14a-7 of the Exchange Act requesting
the Company’s stockholder list and security position listings for the purpose of
disseminating solicitation materials to the holders of the Common Stock. A
copy
of the Rule 14a-7 Request is attached hereto as Exhibit 4 and incorporated
by
reference herein, and any description herein of the Rule 14a-7 Request is
qualified in its entirety by reference to the complete text of such
letter.

Certain
Information Concerning the Participants

The
Stockholder intends to make a preliminary filing with the SEC of a proxy
statement and an accompanying proxy card to be used to solicit votes for the
election of its one nominee at the 2008 Annual Meeting and the approval of
the
other stockholder proposals referred to above and in the Notification
Letter.

THE
STOCKHOLDER ADVISES ALL STOCKHOLDERS OF THE COMPANY TO READ THE PROXY STATEMENT
AND OTHER PROXY MATERIALS AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION, INCLUDING INFORMATION RELATING TO THE PARTICIPANTS IN
SUCH PROXY SOLICITATION. SUCH PROXY MATERIALS WILL BE AVAILABLE AT NO
CHARGE ON THE SEC’S WEB SITE AT HTTP://WWW.SEC.GOV. IN ADDITION,
STOCKHOLDERS WILL BE ABLE TO OBTAIN FREE COPIES OF THE PROXY STATEMENT FROM
THE
STOCKHOLDER.

The
participants in the proxy solicitation are the Stockholder and the Nominee
(collectively, the “Participants”).

On
March
10, 2008, the Nominee was granted irrevocable proxies (collectively, the
“Irrevocable Proxies”) with respect to the shares of Magellan Common Stock held
by the Stockholder, Langston Company Holding Ltd, a corporation organized under
the laws of the British Virgin Islands (“Langston”), and Yonado Ltd., a
corporation organized under the laws of the State of Israel (“Yonado”). Copies
of the Irrevocable Proxies were filed as exhibits to the Schedule 13D (the
“Schedule 13D”) filed by the Nominee, the Stockholder, Langston and Yonado
(collectively, the “Schedule 13D Reporting Persons”) with the SEC on March 12,
2008 and any description of the Irrevocable Proxies contained herein is
qualified in its entirety by reference to such filed copies of the Irrevocable
Proxies.

As
of the
date hereof, the Stockholder beneficially holds 304,780 shares of Magellan
Common Stock. By virtue of the irrevocable proxy that the Stockholder has given
to the Nominee, the Stockholder has shared voting power over such shares with
the Nominee.

As
of the
date hereof, the Nominee may be deemed to be the beneficial owner of an
aggregate of 606,470 shares of Magellan Common Stock, including (i) the 84,500
shares of Magellan Common Stock held directly by the Nominee; (ii) the 304,780
shares of Magellan Common Stock held by the Stockholder, (iii) the 95,800 shares
of Magellan Common Stock held by Yonado, and (iv) the 121,390 shares of Magellan
Common Stock held by Langston. The Nominee has the sole power to vote and
dispose of the 84,500 shares of Magellan Common Stock directly and beneficially
owned by him. Given that the Nominee is the Chief Executive Officer of the
Stockholder, the Nominee may also be deemed to have shared dispositive power
with respect to the 304,780 shares of Magellan Common Stock directly held by
the
Stockholder. Giving effect to the Irrevocable Proxies and based upon the number
of shares of Magellan Common Stock reported by Yonado and Langston in the
Schedule 13D as being held thereby, the Nominee may be deemed to have sole
voting power with respect to 84,500 shares of Magellan Common Stock and shared
voting power with respect to an aggregate of 521,970 shares of Magellan Common
Stock.